SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Kummeth Charles R.

(Last) (First) (Middle)
614 MCKINLEY PLACE NE

(Street)
MINNEAPOLIS MN 55413

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BIO-TECHNE Corp [ TECH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/02/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/02/2020 M 19,843 A $67.46 149,832(1) D
Common Stock 01/02/2020 S(2) 6,449 D $217.4(3) 143,383(1) D
Common Stock 01/02/2020 S(2) 3,282 D $218.42(4) 140,101(1) D
Common Stock 01/02/2020 S(2) 9,245 D $219.32(5) 130,856(1) D
Common Stock 01/02/2020 S(2) 775 D $220.28(6) 130,081(1) D
Common Stock 01/02/2020 S(2) 92 D $221.125 129,989(1) D
Common Stock 01/03/2020 M 7,999 A $67.46 137,988(1) D
Common Stock 01/03/2020 S(2) 6,258 D $217.37(7) 131,730(1) D
Common Stock 01/03/2020 S(2) 1,741 D $218.23(8) 129,989(1) D
Common Stock 100 I By Step-Son
Common Stock 100 I By Step-Daughter
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy) $67.46 01/02/2020 M 19,843 (9) 04/01/2020 Common Stock 19,843 $0 18,375 D
Stock Options (Right to Buy) $67.46 01/03/2020 M 7,999 (9) 04/01/2020 Common Stock 7,999 $0 10,376 D
Stock Options (Right to Buy) $86.25 (9) 04/01/2021 Common Stock 46,316 46,316 D
Stock Options (Right to Buy) $94.35 (9) 08/12/2021 Common Stock 66,849 66,849 D
Stock Options (Right to Buy) $108.49 (9) 08/07/2022 Common Stock 95,346 95,346 D
Stock Options (Right to Buy) $108.49 (9) 08/07/2022 Common Stock 79,517 79,517 D
Stock Options (Right to Buy) $106.59 (9) 08/18/2023 Common Stock 154,169 154,169 D
Stock Options (Right to Buy) $106.59 (10) 08/18/2023 Common Stock 102,779 102,779 D
Restricted Stock Units (11) (12) (12) Common Stock 21,291 21,291 D
Stock Options (Right to Buy) $125.05 (12) 08/09/2024 Common Stock 117,342 117,342 D
Stock Options (Right to Buy) $125.05 (13) 08/09/2024 Common Stock 78,228 78,228 D
Restricted Stock Units (11) (14) (14) Common Stock 16,918 16,918 D
Stock Options (Right to Buy) $177.32 (14) 08/08/2025 Common Stock 90,334 90,334 D
Stock Options (Right to Buy) $177.32 (15) 08/08/2025 Common Stock 60,222 60,222 D
Restricted Stock Units (11) (16) (16) Common Stock 16,937 16,937 D
Stock Options (Right to Buy) $190.41 (16) 08/07/2026 Common Stock 85,725 85,725 D
Stock Options (Right to Buy) $190.41 (17) 08/07/2026 Common Stock 57,150 57,150 D
Explanation of Responses:
1. Includes (i) 4,732 shares of restricted stock for which the risk of forfeiture will lapse on August 9, 2020; (ii) 7,519 shares of restricted stock for which the risk of forfeiture will lapse as to 3,760 shares on August 8, 2020 and as to 3,759 shares on August 8, 2021; and (iii) 11,291 shares of restricted stock for which the risk of forfeiture will lapse with respect to 3,764 shares on each of August 7, 2020 and August 7, 2021 and as to 3,763 shares on August 7, 2022.
2. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 6, 2019 and amended on June 7, 2019.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $217.00 to $217.99, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $218.035 to $218.97, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $219.00 to $219.95, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $220.045 to $220.56, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $217.00 to $217.915, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $218.02 to $218.54, inclusive. The reporting person undertakes to provide Bio-Techne Corporation, any security holder of Bio-Techne Corporation, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
9. Fully exercisable.
10. Options to purchase 25,695 shares vest on each of 8/18/2017, 8/18/2018 and 8/18/2019 and options to purchase 25,695 shares vest on 8/18/2020.
11. Each restricted stock unit represents a contingent right to receive one share of Bio-Techne common stock.
12. Vests in full or in part on 8/9/2020 if certain performance goals are achieved (or such later date as performance is certified by the Administrator).
13. Options to purchase 19,557 shares vest on each of 8/9/2018, 8/9/2019, 8/9/2020 and 8/9/2021.
14. Vests in full or in part on 8/8/2021 if certain performance goals are achieved (or such later date as performance is certified by the Administrator).
15. Options to purchase 15,056 shares vest on each of 8/8/2019 and 8/8/2020 and options to purchase 15,055 shares vest on each of 8/8/2021 and 8/8/2022.
16. Vests in full or in part on 8/7/2022 if certain performance goals are achieved (or such later date as performance is certified by the Administrator).
17. Options to purchase 14,288 shares vest on each of 8/7/2020 and 8/7/2021 and options to purchase 14,287 shares vest on each of 8/7/2022 and 8/7/2023.
Remarks:
/s/ Brenda S. Furlow as Attorney-in-Fact for Charles R. Kummeth pursuant to Power of Attorney previously filed. 01/06/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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